Termination Of Professional Services (Page 2 of 3) in pdf

[Client] acknowledges that all amounts paid to [Accounting Firm] for

professional services relate to services already performed by [Accounting Firm] and

were properly due and paid.

Additionally, as we discussed, it is agreed that all outstanding invoices for

professional services provided, totaling $[amount], will be paid to [Accounting Firm]

by [Client] within [#] days after acknowledging this disengagement letter. If payment

is not received by [Accounting Firm] within [#] days after acknowledgement of this

letter, the total amount owed by [Client] will be increased by $[amount] per day until

full payment (including expenses) is received, plus legal fees or costs incurred as a

result of [Client’s] failure to make timely payment.

[Client] also agrees that it will reimburse [Accounting Firm] for all costs or

expenses incurred by [Accounting Firm] if it is called upon at any time in the future to

respond to inquiries from client’s affiliates, creditors or shareholders, any governmental

agency, or as the result of receiving formal legal process such as, but not limited to, a

civil, criminal or Grand Jury subpoena seeking testimony or documents, or an

information subpoena. [Client] will reimburse [Accounting Firm] for all reasonable

attorneys' fees incurred and will compensate [Accounting Firm] for all time expended

responding to any such inquiry at [Accounting Firm’s] normal hourly rates.

In the future, all inquiries regarding these matters should be directed to [insert

name of responsible person for Accounting Firm]. Although you may have dealt with

other individuals at this firm in the past, all responses will come from [insert name of

responsible person for Accounting Firm], so making your inquiries directly to [insert

name of responsible person for Accounting Firm] will expedite our answer.

Please acknowledge your agreement with the foregoing by signing a copy of this

letter on the line provided below and returning it to me.

Please contact [insert name of responsible person for Accounting Firm] if you

have any questions or we can be of further assistance.

Very truly yours,

[Accounting Firm]

Agreed and acknowledged:

2414152.1

Termination Of Professional Services Page 2